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FPMI > SEC Filings for FPMI > Form 8-K on 26-Jun-2013All Recent SEC Filings

Show all filings for FLUOROPHARMA MEDICAL, INC.



Creation of a Direct Financial Obligation or an Obligation under an Of

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of Registrant.

On June 21, 2013, FluoroPharma Medical, Inc. (the "Company") entered into a Note Purchase Agreement (the "NPA") with an investor for the sale and issuance of a 10% promissory note in the principal amount of $150,000 (the "Note").

The Note bears interest at the rate of 10% per annum, and matures on December 21, 2013. The Note contains customary default provisions and provides that 110% of principal amount of the Note shall be exchanged by the investor into securities offered in a subsequent financing consummated by the Company prior to the maturity date of the Note.

LifeTech Capital, a division of Aurora Capital LLC, served as placement agent in connection with the sale of the Note.

The Form of NPA, including the Note, is attached hereto as Exhibit 99.1, and is incorporated by reference into this Item 2.03.

The issuance of the Note was made pursuant to Section 4(2) of the Securities Act of 1933 and/or Regulation D promulgated thereunder since, among other things, the transaction did not involve a public offering, the Investor was an accredited investor, the Investor took the securities for investment and not resale, and the Company took appropriate measures to restrict the transfer of the securities.

Item 7.01 Regulation FD Disclosure.

On June 20, 2013, the Company announced its internal review of imaging data received from the Company's ongoing Phase II clinical trial for CardioPET (FCPHA) to assess myocardial perfusion and fatty acid uptake in coronary artery disease (CAD) patients. The press release is attached hereto as Exhibit 99.2.

Item 9.01 Financial Statements and Exhibits.

Exhibit Description

99.1 Form of Note Purchase Agreement

99.2 Press Release issued June 20, 2013

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